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Aura Biosciences insider increases holdings with RSU and option grants

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Form 4 filing overview – Aura Biosciences, Inc. (AURA)

On 06/18/2025, Aura Biosciences filed a Form 4 reporting insider transactions by director David Michael Johnson. On 06/17/2025, the reporting person received two equity awards under the company’s 2021 Stock Option and Incentive Plan:

  • 13,000 Restricted Stock Units (RSUs) – issued at no cost; each RSU converts 1:1 into common shares. Vesting occurs in full on the earlier of 17 Jun 2026 or the next annual shareholder meeting, contingent on continued service.
  • 17,000 stock options – exercise price $6.18, same vesting schedule as the RSUs, expiring 17 Jun 2035.

Post-transaction ownership reported:

  • Direct: 179,167 common shares
  • Indirect: 289,672 shares held through two irrevocable trusts (75,000 each) and Velocity Capital Management LLC (139,672), entities where Johnson exercises trustee or sole-member control.
  • Total beneficial ownership: 468,839 shares.

The filing indicates acquisitions only; no dispositions were reported. The grants reinforce insider alignment through additional unvested equity that will mature within roughly one year, providing potential signaling value to investors regarding management’s confidence in the company’s prospects.

Positive

  • Director-only acquisitions: 13,000 RSUs and 17,000 at-the-money options granted with no concurrent sales.
  • Increased insider alignment: Total beneficial ownership now stands at 468,839 shares, enhancing skin-in-the-game.

Negative

  • None.

Insights

TL;DR – Director added 30,000 new equity units, boosting total stake to ~469k shares; insider buying generally interpreted as positive alignment.

This Form 4 shows pure acquisitions: 13k RSUs (zero cost) and 17k options struck at $6.18. With no sales, Johnson’s direct stake rises to 179,167 shares, complemented by nearly 290k indirect shares. The single-year vesting horizon concentrates incentive around forthcoming operational milestones and the next AGM, suggesting confidence in near-term value creation. The option strike is close to current market levels (price not provided in filing), minimizing option overhang and indicating fair-market issuance rather than deeply out-of-the-money grants. Overall, the filing is modest in size relative to Aura’s float but directionally positive for sentiment.

Insider Johnson David Michael
Role Director
Type Security Shares Price Value
Grant/Award Stock Option (Right to Buy) 17,000 $0.00 --
Grant/Award Common Stock 13,000 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Stock Option (Right to Buy) — 17,000 shares (Direct); Common Stock — 179,167 shares (Direct); Common Stock — 75,000 shares (Indirect, By NEJ09 IRREVOCABLE TRUST)
Footnotes (1)
  1. These shares were acquired pursuant to a restricted stock unit ("RSU") award under the Issuer's 2021 Stock Option and Incentive Plan. Each RSU represents the right to receive one share of the Issuer's Common Stock. These RSUs vest in full upon the earlier to occur of (a) June 17, 2026 or (b) the next annual meeting of the Issuer's stockholders, subject to the Reporting Person's continued service as of such vesting date. The shares are held by the NEJ09 IRREVOCABLE TRUST dated December 24, 2020, of which the Reporting Person is a trustee. The shares are held by the NEJ12 IRREVOCABLE TRUST dated December 24, 2020, of which the Reporting Person is a trustee. Velosity Capital Management LLC is an entity that the Reporting Person is the sole member of. This stock option will vest and become exercisable in full upon the earlier to occur of (a) June 17, 2026 or (b) the next annual meeting of the Issuer's stockholders, subject to the Reporting Person's continued service as of such vesting date.
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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Johnson David Michael

(Last) (First) (Middle)
C/O AURA BIOSCIENCES, INC.
80 GUEST STREET

(Street)
BOSTON MA 02135

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Aura Biosciences, Inc. [ AURA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/17/2025 A 13,000(1) A $0 179,167 D
Common Stock 75,000 I By NEJ09 IRREVOCABLE TRUST(2)
Common Stock 75,000 I By NEJ12 IRREVOCABLE TRUST(3)
Common Stock 139,672 I By Velocity Capital Management(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $6.18 06/17/2025 A 17,000 (5) 06/17/2035 Common Stock 17,000 $0 17,000 D
Explanation of Responses:
1. These shares were acquired pursuant to a restricted stock unit ("RSU") award under the Issuer's 2021 Stock Option and Incentive Plan. Each RSU represents the right to receive one share of the Issuer's Common Stock. These RSUs vest in full upon the earlier to occur of (a) June 17, 2026 or (b) the next annual meeting of the Issuer's stockholders, subject to the Reporting Person's continued service as of such vesting date.
2. The shares are held by the NEJ09 IRREVOCABLE TRUST dated December 24, 2020, of which the Reporting Person is a trustee.
3. The shares are held by the NEJ12 IRREVOCABLE TRUST dated December 24, 2020, of which the Reporting Person is a trustee.
4. Velosity Capital Management LLC is an entity that the Reporting Person is the sole member of.
5. This stock option will vest and become exercisable in full upon the earlier to occur of (a) June 17, 2026 or (b) the next annual meeting of the Issuer's stockholders, subject to the Reporting Person's continued service as of such vesting date.
/s/ Conor Kilroy, as Attorney-in-Fact 06/18/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Aura Biosciences (AURA) shares did the director acquire?

He received 13,000 RSUs that convert into common stock at vesting.

What is the exercise price of the new stock options?

The 17,000 options carry an exercise price of $6.18 per share.

When will the RSUs and options vest?

They vest in full on the earlier of 17 Jun 2026 or the next annual shareholder meeting, subject to continued service.

What is the director’s total ownership after the transaction?

The Form 4 lists 179,167 direct and 289,672 indirect shares, totaling 468,839 common shares.

Were any shares sold in this Form 4 filing?

No. The filing only reports acquisitions; no dispositions were disclosed.